A Breath of Fresh Air
by Demented Koneko
Summary: Lex reflects over his feelings for Clark and just how much the boy has changed his life. Meanwhile, Clark slowly begins to realise that his feelings of friendship with Lex are somehow changing. Clex
1. Chapter 1

**Author's Notes: **This is my first Smallville fic. I'm hoping that it's not too bad. It takes place early season two.

**Disclaimer:** In no shape or form do I own the rights to Smallville or any of its characters.

**A Breath of Fresh Air: Chapter One**

Lex couldn't help but smile as he stood over the sixteen year old farm-boy curled up fast asleep on his couch. Deciding that he and Lex didn't spent as much time together as they once did, Clark made it his duty to come over in his free-time when not doing chores around the farm, fawning over Lana and being mixed up in some strange plots which either seemed to involve his friends lives being endangered or someone threatening to tell his secret, to visit his best friend.

Lex was a very busy man, yet no matter what was going on around him he always made time for Clark. Still, Clark had made it a habit of his to bring over his school work and would study away quietly allowing Lex to get any work he needed to get done without disturbance. And even when sitting in the den in complete silence, the pair seemed content enough just being in the others presence. It was times like these that were the rare occasions that both could escape the growing chaos consuming their lives. Lex made sure that not all their time was spent like this however. Even when he wasn't finished working on an incredibly important document that if he didn't have completed by the next morning his father would never let him forget it, he would stop what he was doing and spent the rest of his time with his familiar guest. After all, if Clark put the effort to come and see him he at least had to make it worth the boy's while. They would watch movies; Lex would listen to Clark talk about his friends and more times than not they'd sit chatting away for hours about nothing particular at all.

Lex had to admit, it was times like those that he enjoyed above all others. Sure it was completely different and incredibly tame compared to his days in Metropolis but he had something now that he lacked then. A friend. Or namely, Clark. In Metropolis, he had rarely been alone –not in the physical sense anyway- but he couldn't exactly call any of the people he hung out with 'friends'. They had only been with him because they wanted something, and although he hated to acknowledge it, he was only with them because he had wanted something in return. It was almost like a working relationship in the guise of friendship. Something he was sure he had unconsciously been taught by his father.

Lionel would be shocked if he walked in right now to find the sixteen year old boy asleep on Lex's couch. It was against his father's teachings for Lex to get close to anyone. Getting attached to someone was only a distraction, a weakness that would prevent one from reaching his goal. He would then go on to argue that the reason the person was even around him was because he wanted something, not because they actually 'liked' him. It was a very depressing argument for Lex to have shoved down his throat, and unfortunately more often than not, his father was right.

Yet with Clark he didn't feel it at all. The more he thought about it, the more he realised that Clark rarely asked for anything at all, if ever. And even when he would offer him something, Clark would usually politely decline. It really did seem that Clark hung out with him because he _liked being with him_. To Lex this was a foreign concept and was almost mind-boggling that such a person existed. In his world, humans were greedy and ruthless creatures only holding back when they themselves could be hurt directly. Yet there lay Clark Kent fast asleep on his couch seemingly and completely oblivious to the harsh reality that Lex was so used to.

Clark Kent certainly was a very special young man. He had such unyielding faith in people, even when their actions proved otherwise; even when they tried to hurt him. Lex couldn't understand and was convinced he never would. They came from two completely different worlds only to be brought together by a fatal accident. If someone had told him a year ago that he would be best friends with some nobody farm boy from some hick town surrounded by nothing but cornfields he would have thought them to be suffering from some form of deliria. Yet here he was.

It had all became so natural; scarily so to the point were he was positive he'd have no idea what he'd do if the boy were to ever suddenly disappear from his life. Thankfully however it didn't seem to be something that he would have to worry about for the moment. Everything and everyone Clark knew was here in Smallville and it was unlikely that the boy would just up and walk away from it. This was another thing he and Clark didn't have in common, but he was thankful for it.

Sometimes he felt that the sleeping boy was the only good thing in his life - his most important person, so to speak. He was fairly confident that Clark didn't feel the same way. Unlike him, there were many people who Clark cared about. Yet, in the end, it didn't really matter all that much. He was glad just to have him here right now. There had been and still were selfish thoughts in his head wanting, demanding even, more. Lex did his best to suppress such thoughts. After all, try and take too much and you're more likely to end up with nothing at all. He had learned this the hard way, having been banished to Smallville by his father. Still, at least some good at came out of it.

The boy on the couch began to stir, slowly waking up. "Lex?" he asked tiredly as he rubbed at his eyes.

Again Lex smiled unable to help but think how cute he looked when just awaken. "You fell asleep, Clark."

"I did?" He looked more adorable now with that surprised expression on his face. "I must have been more tired that I thought… How long was I out for?"

"Just a couple of hours."

"Geez, I'm sorry, Lex. You should have woken me up."

It amused the older man that Clark could be so apologetic over something so minor. "Believe me, Clark, its fine."

"Yeah, but it's just, I don't think I'll be able to come over for a little while." he admitted sounding surprisingly guiltily.

Lex suddenly felt a twang of disappointment, despite knowing that he had no right to be. After all it wasn't like Clark _had_ to come visit him.

"Tomorrow Lana's gonna be helping me with my History report, then Chloe wants me to do a couple of stories for the Torch. She's been complaining that I've been slacking off…"

Ah yes, Lana Lang and Chloe Sullivan the two women and love interests in Clark Kent's life. Lex couldn't say that he wasn't surprised that Clark would rather spend time with them; more so Lana, who Clark had seemingly been in love with for ever.

"I'm sorry, Lex."

There he goes, apologising again. "Clark, it's no problem. Really." Lex walked over and poured himself some scotch suddenly finding himself wanting to be doing something other than just standing there. "I hope you have a good time on your date with Lana."

"Um, I wouldn't call it a date." Clark replied embarrassedly. "It's more of a study-get together thing."

"Still, I imagine that it'll just be the two of you. You should take this chance at being alone together and tell her how you feel, Clark." He wasn't exactly sure why he was urging him to be with Lana. If anything it was only endangering his own interests in Clark and the time they were able to spend together. If he and Lana were together, it was clear that Clark wouldn't be popping by the mansion as often. Lex really confused himself sometimes and couldn't help but wonder if he was in fact self-destructive. Then again, in the end this was probably just his own twisted way of protecting himself…

"Uh, I don't think that would be a good idea." Clark responded after a couple of moments.

"Really? How come?" Lex questioned him curiously, surprised by his friend's lack of enthusiasm. Usually upon mentioning he had been alone with Lana, Clark would break into his huge trademark smile. The older man could never quite stop himself from smiling back when he saw it, almost as if it were contiguous. But overall it just brought a warm feeling to him.

"Um, well-" He couldn't help but notice how uncomfortable Clark appeared just then. Ever since he had mentioned his study-date with Lana, he kept stuttering and fumbling over words. Could it be that Clark was that nervous about it? Or was it something else?

"She's uh just broken up with Whitney and I uh just think that it's little too soon to be y'know rushing into things."

"Hmm." Lex gave him an odd look. He knew Clark was noble but he wasn't _that_ noble. In all honesty, it didn't make any sense. This was the perfect time to pursue Lana.

A blush began to rise against the boy's cheeks and he shot up from the couch so quickly, that he even startled Lex. "I-I should go. I mean, Mom wanted me to help her with a few things and I'm uh probably late."

"Sure Clark."

"I'll uh see you around." said Clark before he started towards the door. It didn't go unnoticed by Lex that Clark appeared to be avoiding eye contact and seemed in a relative hurry to get way. In the end, he wasn't sure if he felt more confused or hurt at Clark's behaviour. Mentally he scolded himself for getting upset over such a small thing. So much for the heartless and merciless image the press enjoyed painting him as…

"Good luck with tomorrow, Clark." Lex offered encouraging. However all he received in return was a small nod before Clark finally left.

Allowing himself the luxury of sighing out loud he went and sat down on the couch the farm boy had inhabited just moments ago. He picked up his glass of scotch and stared at it while he thought of his recently departed visitor. The boy was on his mind too much to be considered normal. If he were honest with himself he would say that he had an infatuation with him. In the beginning it had been all about the car crash at the bridge and generally solving the mystery that was Clark Kent, but gradually it became less about discovering the secret of Clark Kent and more about spending time with him because he enjoyed the boy's presence. It wasn't long after that, that it took the form of something more important.

Lex loved him. He loved him as much as he had his Mother. Of course the love was different but still it was a big thing for him. Lex had had various different partners over the years but none of them had he actually _loved. _Attracted to, maybe, but never the same feeling he got when he was around Clark. The fact this boy from nowhere had managed to save his life –numerous times now it seemed- and steal his heart amazed him.

To his father it would be the utmost weakness to be so easily swayed but to Lex it was a wondrous experience. It was almost as if Clark had saved him. Not just from physical danger but from something else too. What it was he wasn't exactly sure but he knew that it was there. Maybe it was from falling into despair and becoming his father? He didn't know, and hoped that he would never have the pleasure of finding out.

The ironic thing was that Clark was no doubt completely unaware of what he had done for him. He had dropped hints various time of his appreciation but Clark was to naïve to pick up on exactly what he meant. It didn't bother him though. In fact Clark's naivety was something he found rather endearing. After all having grown up with his father and seeing the sort of world he lived in, such naivety was rather unheard of. It was refreshing to say the least.

Finally Lex took a drink of the scotch he had been holding and placed it down on the table. Despite wanting longer to indulge in thoughts he had work to do and thankfully he was very good at putting his feelings aside when it came to getting something done. Yet as the hours went by he found he was unable to rid himself of the disappointment of having the knowledge that it would be awhile before he next got to see the boy. He sighed. He really was obsessed.

**Author's Notes: **I hope that wasn't too bad. Any advice on how I could improve and constructive criticism are always welcome. Thank you for reading.


	2. Chapter 2

**Disclaimer:** In no shape or form do I own the rights to Smallville or any of its characters.

**A Breath of Fresh Air: Chapter Two**

The raven haired boy heaved a loud sigh as he flicked through a History textbook, finding himself unable to concentrate at all. His study 'date' with Lana had been cut short and for once it wasn't because of some meteor freak terrorising his friends or the people of Smallville. In fact, he had actually left of his own free-will. The thing that bothered him most however was that he wasn't entirely sure why he had left. Just being there with Lana, it…it hadn't felt right somehow. He apologised to her, lying by saying that he had a headache and thought that it'd be best if he went home and lay down. She seemed surprised by it but in all generally seemed to believe him.

Still, Clark couldn't help but feel guilty. He hated lying, especially when it wasn't for protecting his secret. But his secret was entwined with so many aspects of his life that it was difficult to be completely honest about anything. Lying was second nature to him no matter how much he desired to tell the true, and despite if he ever were to let on about just what exactly his secret was, he had a sinking feeling that Lana wouldn't react well. Not that she didn't have the right to. After all just about every person affected by the meteor rocks seemed to go psycho and try and hurt or even kill people. It wouldn't exactly be a comfort to find out that the person you liked was indirectly responsible for this whilst having unusual powers of his own, and then to learn the small detail that he is actually from a completely different planet. When it came down to it, no matter how much he didn't want to admit it, he and Lana would never be together. She got angry with him when he wouldn't be truthful, claiming that he was driving her away, but of course if he were to be truthful with her, then…

He sighed again. It was a no win situation. The confusing thing however was that he wasn't as distraught about the situation as he should have been. In fact the reason he had left earlier was less to do with the knowledge that he and Lana would never happen and more with the fact that his mind kept turning to Lex. It was almost as if he missed the man despite having only seen him the night before. Lately Clark found himself spending more and more time at the mansion. Even if he had no reason to visit, he always seemed to find an excuse to go over there, and Lex of course would welcome him with open arms. The mansion was a sanctuary almost; he could relax and be himself. Lex didn't expect anything from him and he was certain that the man enjoyed his company too. It wasn't like with Lana where he found himself constantly trying to play up to her expectations only to let her down. Lex on the other hand generally seemed to accept him.

Clark stopped his thought process for a moment, suddenly realising that he had just compared his relationship with Lana to the one he had with Lex. He wasn't sure why he had thought this. After all they were completely different weren't they? Lex was one of his best friends while Lana was the one he supposedly loved. Yet lately he found himself wanting to spend more time with Lex than with Lana. Lex was his best friend but usually you want to try and spend as much time as possible with the person you have feelings for, right? Meanwhile he had just made an excuse to get away from the person he had feelings for and found himself missing his friend that he had just seen yesterday. Wait a minute…that wasn't right was it?

At that moment if he knew that there wasn't a chance he would make a hole in the barn, he would have whacked his head repeatedly off the wall. Things were slowly beginning to make some sort of sense and it frightened him. Whenever he was around Lex he felt happy. It was different feeling he experienced when he was with Lex than his other friends. Plus he always went to visit him whenever he could, and yesterday when Lex had urged him to tell Lana how he felt for her, he had felt a strange kind of disappointment.

Was it possible that the feelings he had harboured so strongly towards Lana were being transferred on to Lex? But that didn't make any sense! Nothing had changed in his and Lana's relationship. In fact if anything it had only gotten stronger. Unless… maybe it was his and Lex's relationship that had changed… His father kept grudgingly pointing out that he was spending too much time at the mansion, Chloe had been complaining that he was ignoring his Torch duties and when he met Lana earlier to study she had mentioned that she hadn't seen him about the Talon as much recently. And of course the only two other places he would be whilst not in school were home or at Lex's. Clark placed his hands over his face and his bit down on his lip. He really had been spending a lot of time at the mansion recently. But when had his relationship with Lex changed? Had it really? Or was it all in his head?

He was suddenly reminded of Desiree, Lex's bitch of an ex-wife. Although he had been attracted to her, he remembered being slightly jealous of her relationship with Lex. All of a sudden Lex had stopped focusing his attention on him and was infatuated with her. They were even getting married despite having known each other for only two weeks! It was the meteor rocks doing but still… The way she tricked Lex, forcing him to turn against him. Clark clenched his fist together, the very memory pissing him off to no end.

Realising how angry he was becoming he stopped and let his hand drop. It was over with now. There was no point getting so wound up about it.

Suddenly he found himself overcome with a great urge to go see Lex that very second. He needed to know; needed to find out. Just what exactly he needed to find out he didn't know. He just had to…

A few seconds later he disappeared from the barn as if into thin air.

* * *

Lex resisted the urge to sigh as he stared blankly at the computer screen. He had been sat there for over three hours now and slowly but surely he found himself loosing the will to live. He considered stopping and finding something to do other than work for Lexcorp but when he thought about it more carefully he realised that there was very little else to do. This is in turn, led him to the question: what did he actually do in his free time? The answer to his question was rather simple. His time not spent working was spent with Clark. And of course with Clark not here right now… well…

He ran his hand over his scalp suddenly feeling quite pathetic that he depended on the boy's company so much. Trying not to dwell he went back to work.

Meanwhile outside Clark nervously knocked on the door to Lex's office. He wasn't exactly sure why he was knocking as he usually just walked in. Rude maybe, but he did live on a farm after all. Plus as usual Lex didn't seem to particularly mind much.

"Yes?" Lex called from inside.

Taking a deep breath, Clark opened the door and went in. "Hey."

"Clark?" The surprise in Lex's voice was evident, however it quickly returned to normal tone. "What are you doing here? I thought you had a date with Lana."

There was that word 'date' again. "Uh, I uh…" Oh God, he was such a dork… Why was he so nervous?! He wished the ground would open up and swallow him whole, and if not he could punch a hole through the floor boards and hide down there. Somehow he didn't think Lex would appreciate that however…

Lex rose from his chair and hurried over to him. "Clark, did something happen?" he asked, his voice full of concern. He put his hand on the boy's arm and Clark felt his cheeks redden. The question was reasonable enough, after all this was Smallville and he did seem to have a track record of running out on Lana because of some meteor rock related problem.

"No. Everything's fine. I just thought that I'd come by."

Lex relaxed. Clark was fine. He wasn't in any danger which was good. Still, it didn't answer his question of why he was here.

"Clark, what about-"

"I uh, bailed." What the hell kind of excuse was that? In fact, it wasn't an excuse at all!

"Uh-huh. And why exactly did you do that?"

He bit his lip. He didn't know how to answer that and in all honesty, he still wasn't sure the reason he had came here. He had hoped he would find the answer but now he just felt more puzzled than ever. He could either tell the truth or do what he usually did. Lie.

"Clark?"

"I-I wasn't feeling well…" He repressed a sigh. Always had to play the lying card…

"Are you okay?" asked Lex, the concern showing upon his face again.

"No, I am. I just…"

"Clark, if you're not feeling well I think you should go home and try and get some rest." As pleased as he was that Clark had came over, he was a bit more concerned with his friend's health. "Did you drive here?"

"I walked."

"Look, I'll grab my keys and I'll take you home, okay?"

"No, Lex I'm fine! I just-"

This time Lex placed both his hands on Clark's arms, and Clark had to fight not to shudder under his touch. "Clark, I don't want you getting sick. Now just let me drive you home."

Lex, he looked so… Why did he always have to lie to him like this?

"Lex, I…" He stopped.

"What is it?" The older man asked, his grip gently tightening on the fabric of Clark's shirt.

He couldn't do it… "Thanks."

Lex let go of him and gave the boy a smile. "No problem."

As he turned away and went to get his keys, Clark in a moment of despair couldn't stop the disappointment from spreading over his face. He had done it again. It didn't matter who the person was, he couldn't stop. "Why… Why can't I just…" he whispered solemnly to himself.

"Did you say something?" Lex asked as he returned with his keys.

He shook his head and plastered a fake smile on his face. "Nope."

* * *

The drive to the farm was unusually quiet with Clark barely saying more than a few words. Lex was unsure whether this was because his friend wasn't feeling well or if something else was going on. The boy had spent most of the journey staring idly out of the window and Lex found it difficult to keep his eyes on the road and not flicker back and forth to check on him. Clark on the other hand seemed too absorbed in his own thoughts to even notice Lex staring at him.

"Thanks a lot." said Clark as they arrived. "I'm sorry to make you drive me."

"It's fine Clark. I really didn't mind."

The boy nodded and started to open the car door when suddenly Lex reached out to him. "Clark, wait!"

Clark felt himself pull back slightly. Why was Lex looking at him like that? His eyes so intense…

Deciding that since he was the one who had stopped him Lex spoke first. "Clark is… is everything alright?"

The boy's eyes widened and for a brief second, Lex was convinced he saw a great deal of fear in them. "What-what do you mean?"

The man repressed a sigh. Of course. Clark Kent would never reply to anything straight out. "You've been acting strangely. The other night you seemed desperate to leave and then tonight you came over when you should have either been on your date with Lana or at home resting. Maybe, it's just me but I find that a little odd."

Clark slowly found himself becoming annoyed. "I didn't realise that I had to justify my behaviour to you Lex. I told you the other night that I had to go home and help my mom, and tonight, well maybe I just wanted to see you."

"Clark, I didn't mean it like that. I'm just concerned."

Well maybe I don't appreciate being interrogated over every little thing I do." With that he opened the car door and brushing free of Lex's hand he got out.

Lex stayed silent as he watched his friend walk away with him. He wasn't exactly sure what had just happened but nonetheless found himself overcome with guilt and regret. He wanted to cry out for him to stop but that hadn't helped last time. It had only made it worse. So he remained there sitting in the car watching Clark until the boy finally faded into the darkness. He was alone once again.

**Author's Notes: **Any advice on how I could improve and constructive criticism are always welcome. Thank you for reading.


	3. Chapter 3

**Disclaimer:** In no shape or form to I own the rights to Smallville or any of its characters.

**A Breath of Fresh Air: Chapter Three**

Several days had now passed since Clark had yelled at his best friend, several days in which he had managed to avoid him. Still this didn't mean that he wasn't thinking about him, on the contrary. The past few days had felt like months, his conscience weighing heavy on him. He wasn't even sure why he had shouted at Lex that night. He hadn't been mad at him, it was just… In the end he had been angry with himself and not being able to deal with it took out on his friend. And now it was eating away at him inside. He wanted to phone, to go over to the mansion and tell him how sorry he was more than anything, but he couldn't… There were still too many emotions he didn't understand when it came to the millionaire; emotions that should have been reserved for Lana. And until he understood, he made it his mission to avoid Lex at all costs.

Finishing his morning chores he rushed back to the house to grab a quick breakfast before heading off to school.

"Hey, Mom." he greeted as he came in the door.

"You're up early this morning. Is everything alright?" asked the redheaded woman as she lay down her son's breakfast on the table.

"Yeah, I'm fine. I just couldn't sleep." he replied as he began to dig into his breakfast.

"Are you sure? You were up pretty early yesterday morning and day before that as well." When it came to her son, there was very little that Martha Kent didn't catch on to. After all, when your son is actually an alien from another planet with amazing abilities such as super strength and speed, you really can't afford to take too many chances, especially after the incident a few months ago with Roger Nixon.

Clark stopped eating. Even when he tried acting completely normal, his mom still always saw though him.

"Honey, did something happen between you and Lex?"

The raven haired boy looked up in surprise. She was right, but he was astonished that she was. Usually when he was acting distant or feeling down it tended to have something to do with Lana so naturally he thought she would have chosen her for being the reason for his behaviour. After all, everyone else generally seemed to assume that it was always about Lana.

"How did you know?"

"Just a guess. That and you haven't gone over to the mansion lately, and I haven't seen Lex around here so obviously there's something's wrong between the two of you."

The fact that his mother thought there was something up only because he hadn't seen Lex in a few days made his cheeks turn slightly red. Did he really spend time that much time with him?

"Also, you've been moping."

"What? I've not been moping!" he cried defensively.

His mother gave a small smile. "Trust me, I'm your Mom. A mother knows when there's something wrong with her child."

Clark gave a small chuckle in return. Sometimes he wondered if she had a secret of her own, in that she could read people's mind.

"Lex and I, we kind of had an argument…" He knew this was a lie as it wasn't so much an argument as much as him freaking out, yelling at Lex then storming off. But he really didn't want to admit this to her.

"It wasn't over anything to do with your secret was it?" she asked unable to hide the worry in her voice.

"No, nothing like that." Although technically in a way it was to do with one of his secrets, just not the one she was thinking of…

He could feel her relax a little after she heard this. "Anything you want to talk about?"

"I'm okay."

"You sure?" she asked again, with that motherly look of concern on her face.

"Yeah." Although part of him did want to talk to someone about it.

"Okay, then. I just don't want to see the friendship between you two ruined over an argument that could easily be solved." She said, putting her hand on his shoulder.

Clark couldn't help but smile at the statement. "You know if Dad heard you right now encouraging me to talk to Lex he'd go crazy."

"Yes, well this isn't about your father." It was no secret that Jonathan Kent was none to fond of Lex, or anyone with the surname Luthor for that matter. He had had all too many arguments with his father regarding Lex, and he knew that he'd be fairly happy if he couldn't resolve his current problems concerning Lex and broke off contact with him completely.

He sighed. "I just don't understand why Dad hates him so much."

"Oh, honey, he doesn't _hate_ him. It…It's just complicated." She replied thinking back to the first time they ever met Lex's father Lionel Luthor; the same day they also found Clark. "But the fact that you're defending him even after falling out shows that you still care about him."

"Of course, Lex is still my friend!" he cried, a little louder than he had intended to. "I…I don't even know what happened. I got mad at him for no reason. It's my fault." he groaned, running his hand over his face.

"Well, you know, there's only one thing you can do."

"I know. It's just…it's just-"

"Complicated?" Martha finished for him, a sympathetic look on her face.

"Yeah."

"I'm sure it'll work out, sweetie. However, for now I suggest you forget about that and think about leaving for school or you'll be late again."

"Oh yeah!" he yelled disappearing and within two seconds appeared back beside her with his backpack over his shoulders.

"Thanks a lot, Mom." He said, kissing her on the cheek. "But since when have you been on my side about the whole Lex thing?"

"I'm neither on your nor your father's side. I just want to see you happy that's all."

He smiled. "Thanks." And with that he sped out the house at lightning speed.

* * *

Not long after Clark headed to school, Martha herself left for work. A month had passed since she started working for Lionel Luthor as his personal assistant, much to her husband's disapproval. But they needed the money and unlike Jonathan, she wasn't going to let pride get in the way of supporting her family. She had felt somewhat guilty for chiding Clark earlier when she herself was running late. Luck would have it however that her boss was also running late - a rather unusual occurrence for Lionel Luthor. So while waiting, she sat in the mansion skimming through papers to make sure that everything was in order. Not that she hadn't already. But she found herself checking over things various times. It wasn't till she started this job that she realised just how much of a perfectionist she really was.

There was a knock on the door and Martha looked up just as her employer's son walk in. "Mrs. Kent."

"Oh hello, Lex." She said with a smile, getting up to greet him.

"I apologise for my father's tardiness, making you wait like this." Lex said disapprovingly.

"That's quite alright. I thought I was going to be late myself this morning."

"Nonetheless…"

"Not at the plant today?" the red headed woman asked, surprised that Lex hadn't left for work already.

"Not until later. I have a meeting in fifteen minutes and arranged to meet them here in the mansion."

She nodded. "Well, please don't let me keep you if you have to prepare."

"No, I-" He stopped mid-sentence, deciding not to continue. Instead he just stood there, hands in his pockets, attempting to appear natural. However, Martha couldn't help but get the impression that Lex wanted to ask her something, and she had a feeling she knew what it was.

"Lex is there something you need?" she asked innocently.

Lex looked surprised for a moment. He had forgotten how astute Martha Kent was - just one of the many reasons why his father had hired her.

"Actually, I was wondering if everything is alright with Clark?" he asked honestly, deciding not to sidetrack around the issue. "I saw him a few nights ago, but he seemly a little…"

"Moody?" offered Martha.

"Well, I wouldn't put it exactly like that."

"Clark's a teenage boy; he's going through a lot right now. He's got school, plus he's going through a lot of things normal teenagers don't, like helping around the farm and such." Mostly however, she was referring to the fact that Clark was an alien and the strange meteor rock related events that seemed to crop up and affect his life every month or so, but she couldn't very well say this to Lex. "He's just struggling with his emotions at the moment. But to be honest, I don't think there's anything to worry about." She smiled encouragingly, which in turn Lex couldn't help but smile back. He had had so much responsibility and work with the Plant lately that he had slowly began to forget what it felt like to be a teenager. And for a moment he allowed himself to think back to when he was Clark's age. God, Clark was a saint compared to him…

"You're probably right. I was just worried that I had done something to…"

"I imagine he's just taken his feelings out on you by mistake. He doesn't like to hurt people." Lex knew this to be too true. The boy always seemed to go out of his way for people, even if it didn't concern him, even if they didn't like him or want his help.

"You mean a lot to him, you know."  
Lex looked up at the women in surprise, Martha Kent catching him off guard once again. He opened his mouth to reply when he was suddenly interrupted by the sound of his father.

"Martha. I do apologise for being so late. Some idiots muddled up important paper work. Unfortunately all my employees can't be quite as capable and dedicated as you." he man announced as he entered, dark classes hiding his eyes, and a cane within his left hand.

"Thank you." replied Martha as she stood up to greet her employer.

Lionel Luthor gracing someone with a compliment was a rarity, yet he seemed to be offering them rather frequently to Clark's mother that it made Lex suspicious.

"Lex, is that you?" He cursed under his breath, having hoped that due to his father's recent blindness he would have gone unnoticed.

"Hello, dad." He greeted, making a conscious effort to hide the disdain from his voice.

"Is there anything I can do for you, son?" Lex couldn't help but grin slightly, knowing this to really mean 'what the hell do you want, and get out and leave us alone'.

"No, I was just keeping Mrs. Kent company while she waited for her boss to arrive." he said as he made a move to leave.

"Oh, well thank you Lex." replied Lionel, his voice showered with fake kindness, a technique that Lex was sure his father had mastered early on in his life.

"If you excuse me, I have a meeting to attend." he stated before striding off. He felt rude for not saying goodbye to Mrs. Kent properly but he had very little patience with his father lately. So much so that he could barely stand to be in the same room with the man.

He returned to his own office and sat back down. In the five minutes before his meeting began he allowed himself to ponder over Martha Kent's words. She was probably right about Clark just taking out his emotions on him, or so he hoped. Although he hid it well, the thought of doing something that would anger and upset Clark so much hurt him. He had already broken Clark's trust once with the whole Nixon incident. And it was after that specific event that he had decided to stop investigating his friend.

However, what had really surprised him was Mrs. Kent telling him that he meant a lot to her son. He had been too shocked at the time and with the entrance of his father a moment later he hadn't had time to think about her words. But now that he could, he couldn't help but feel somewhat pleased. What Clark thought about him meant a lot to him and if what she said was true…

He knew that quite a few of the people in Clark's life had a negative a opinion of him, and whenever Clark stood up for him he felt an strange sense of joy well up in him that he had never known until he had first met him. In a world where everyone was out to portray him as a heartless bastard for having the name Luthor, Clark was indeed a breath of fresh air. And when it came down to it, Clark was one of the very few people whose opinion mattered to him, and above all was the most important.

He had missed the boy so much in the past few days; so desperately he had wanted to drive over to the farm and see him, to apologise for whatever he had done to get Clark so mad at him. However, he decided against it believing that giving him some space was probably the best option. And hopefully when the boy had sorted things out he would come to him. He just prayed that this hope wasn't all in vain. He didn't want to imagine what his life would be like without Clark in it. If things went back to the way they where before, he had no idea how he'd manage...

* * *

In the Torch headquarters Clark lay back idly in his chair having the exciting task of typing up next week's cafeteria menu for the school newspaper. Truth be told, he should have been done at least twenty minutes ago and that would be without using his super speed but once again he found himself unable to concentrate on anything; the conversation he had earlier that morning with his mother circling his mind. She was right, the only thing he could do was just go to Lex and apologise for his behaviour for the other night. But what could he say to explain it? It wasn't like he could do what girls could and claim it was that time of the month and it was his hormones making him get all emotional.

He sighed, realising that his outburst the other day must have made him look really childish in Lex's eyes. He just hoped it didn't make Lex question why the hell he was wasting his time hanging out with a sixteen year old kid…

No. Lex wasn't like that and he knew it. The friendship they shared was genuine, special. Even Lex had said so many a times himself. Of course Lex would accept his apology. Clark had known this from the beginning. What was making him so worried was the other thing; his newly realised feelings for the man. But what could he do? There was no way he could tell Lex that. Despite how close they were, admitting to having romantic feelings for his best friend was sure to put a rift between them and that was the last thing he wanted. So, he would apologise and pretend that everything was fine and nothing had changed between them.

But…what if he messed up? What if he couldn't keep his feelings for Lex hidden properly? What if the older man caught on? Although Lex never brought it up, Clark was sure that the man had been in plenty of relationships in his time. Obviously he'd be able to read the signs that he was unconsciously throwing out. And if that happened, what if…

Suddenly Clark's thought process was interrupted as Chloe walked into the office. He leaned forward, a determined look on his face trying to make it look like he was concentrating on his task and hadn't just been lost in his thoughts for the past half hour. Sadly however, this tactic was ruined as Chloe peered over his shoulder. He should have figured. Even something as small as a menu Chloe had to make sure was perfect. The Torch was her pride and joy and she made damn sure _everything_ was perfect.

"Jeez Clark, what the heck have you been doing the past thirty minutes?" she asked in a half annoyed, half curious tone.

"Uh…um nothing," he blurted out stupidly. "I'll get right on it."

"So what is it that's eating the amazing and mysterious Clark Kent this time?" she asked, her arms folded.

"Huh? What do you-"

"Oh come on Clark. You're not exactly Mr. subtle when it comes to hiding your emotions. It's obvious that something's up."

The raven haired boy opened his mouth to argue but in the end couldn't think of anything to say. She was right.

"It wouldn't have something to do with you bailing out on your little study date with Lana the other night would it?"

"No Chloe. The reason I left was because I wasn't feeling well. So I just went home to lie down." he stated defensively, more so than he had originally intended.

"Really? Because in all the time I've known you, I've never known you to be sick, not once. I'm guess it must have been pretty bad that it interfered with your alone time with Lana."

"Chloe-"

"I'm sorry, I'm sorry." She apologised, her hands held up, easily recognising the angry edge in Clark's voice. She hated herself for it but she still held resentment towards him for choosing Lana over her. Although she didn't want to admit it, it had hurt her bad and taking it out on Clark was one of the few ways she could make herself feel better.

"So if it's not Lana, what is it then?" she asked, quite curious now.

"Nothing important." he replied listlessly as he turned his head away and stared at the computer.

"Right, because absolutely nothing has been causing you to space out completely these past few days." He looked back up her again in surprise. "Don't think I haven't noticed."

He frowned and before he could think it through he told Chloe the reason. "I kind of got mad at Lex the other day and yelled at him and I haven't seen him since."

Chloe looked surprised at the statement. However, the surprised look on her face quickly faded and was replaced with a somewhat sad smile. "So, that's what it is…" she said to herself.

"Huh?" Clark looked at her questioningly, not quite hearing what she had said.

"Nothing. So what did Lex do to invoke your wrath?" she asked light-heartedly.

"He didn't do anything, that's the thing… I yelled at him for-" He paused for a moment. "I yelled at him over nothing."

"_You yelled at him, because you can't deal with your own stupid feelings."_ He thought solemnly.

"So when did this happen?" she asked, taking a seat next to him.  
"Three days ago."

"Three days ago? Wouldn't that be the same day as your study date with Lana? Is that why you left?"

"No, I saw Lex just after Lana."

"Um, but I thought you said you left Lana because you were sick?" she pointed out. "Why did you go see Lex?"

Mentally he cursed. "Um, uh no he appeared at the farm. I was just about to go to bed when he came over…" God, that was sounded so lame. He just hoped that Chloe believed it.

"Clark, I don't get it. If you really did yell at him over nothing then obviously it wasn't that big a deal. Why don't you just apologise to him and get it over with?"

"It…It's not that simple okay."

She really didn't get it. Clark had apologised to her about serious stuff in the past when they got into arguments so if it really was nothing, then why couldn't he do the same with Lex? Yet, deep inside she knew that she had a good idea of what the answer was. And no matter how much it pained her she had to say something. Clark was her friend.

"Look, I don't know exactly what the situation is, but my best advice for you is to just be honest. Just tell him how you feel." she told him, her tone turning serious.

"What-what do you mean?" the farm boy asked, aware of how uneven his voice sounded.

"What I mean is tell him you're sorry. If it's getting to you this much then apologise properly. I don't know, put your feelings into it. Your real feelings. That way he'll know that you mean what you say." Chloe could have laughed when she said this. The last thing she had the right to do was tell someone to be honest. She was rarely truthful with anyone. If she had been…If she had been honest with Clark then maybe things could have been different…

She fazed off for a moment before shaking herself back into reality. No, this wasn't about her. It was about Clark.

"Chloe…"

"I think Lex deserves to know the truth. And you deserve it too, Clark."

There was a minute or so of silence before Clark finally spoke. "Thank you, Chloe. Thanks." The look on the boy's face… He looked so grateful. Chloe knew she had done well and had she received Clark's gratitude for any other reason than this she would have soaked his expression in, holding it close to her heart.

"Hey, no problem. What are friends for, right?" she replied standing up suddenly. "Look I can handle the cafeteria menu if you wanna-" She pointed to the door.

Clark nodded and got up. She turned away expecting him to leave only to have him -much to her surprise- wrap his arms around her. "Thanks, Chloe."

She couldn't help but break into a soft smile, returning the gesture. For just a few moments she could be held in his warm embrace, just as she had the night of the tornado.

They eventually broke apart and saying goodbye Clark left. That night hadn't been long enough either. Clark always left her for someone else.

She stood there for a few minutes just watching the door which he had just left from. Although sad, she was overcome with a small hope. A hope that unlike what he had done with her and Lana, he would actually speak his true feelings; that he would let Lex know exactly how he felt. That for once just as she could not, he would be truthful.

**Author's Notes:** I hope that wasn't too bad. Any advice on how I could improve and constructive criticism are always welcome. Thank you for reading.


	4. Chapter 4

**Disclaimer:** In no shape or form do I own the rights to Smallville or the characters.

**A Breath of Fresh Air: Chapter Four**

Straight after his conversation with Chloe, Clark quickly headed to Lex's. Chloe was right. He did deserve to know the truth. If he kept his feelings hidden, just like he had done with Lana, someone was bound to get hurt again. Still, he couldn't quite quell the overwhelming feelings of dread as he stood outside the mansion. He knew that he had to tell him no matter what, but at the same time…What if Lex rejected him? What if he decided he was no longer comfortable around the boy after his confession and broke off their friendship? He knew that Lex cherished their friendship, but there was a limit that someone could handle, right? If one silly little confession ruined what they had then maybe it was for the best that he just kept quiet…

But even if he did remain quiet, keeping his feelings to himself, wouldn't there still be awkwardness? Every time he saw him from now, no longer would he see his best friend, but the person he loved. To keep something like that hidden was more painful than it was worth. He knew that. He had gone through the same thing with Lana. And in the end, did he really want to go through that again?

"_I think Lex deserves to know the truth."_

Chloe's words echoed through his mind. After all the lies he had told the man starting from the very day that they met, he knew that Lex deserved to hear some form of truth from him. He couldn't keep running from them; running from the ones he cared about the most in fear that they would reject him.

He took a deep breath and opened the door; free to come in when he chose. He made his way to Lex's office at an incredibly slow pace, almost as if his super-speed was in reverse. He knocked on the door, a bit harder than he had intended. He found that when he was nervous he couldn't control his strength quite as well, and at the moment his stomach was doing summersaults.

"Come in!" Lex yelled. Clark noted that he sounded frustrated, and quickly began to panic, worrying he had chosen a bad time to confront him.

"Hey." he greeted weakly as he came in.

"Clark!" Lex swiftly got up, any previous hints of annoyance in his voice gone.

Clark noticed the large amount of papers covering Lex's desk. It was odd to see his desk so messy considering he was usually a complete neat freak. He figured that he must be busy and instantly feared that he really had picked a bad time to visit.

"Um, is everything okay? You seem busy. I could always come back later?"

"Yeah, Kent, 'cause you're so not saying this so you have an excuse to get out of this situation."

"I am a bit busy at the moment, but it's nothing that I can't handle. Please come in. Have a seat." Clark couldn't help but smile; typical Lex. Even when he was swamped with work, he still made time for him.

The raven haired boy sat down on one of the couches, Lex taking a seat across from him on the other.

"Clark-"

"Lex-" They began at the same time.

"Oh, um, do you mind if I go first?" Clark asked nervously.

"Sure. Be my guest." replied the other man.

"Look, I just uh, really wanted to apologise for the other day. I was way out of line. I had no reason to snap at you the way I did. I'm, um…" he stopped and sighed. "I'm sorry, Lex. I really am. I acted like a total jerk."

The other man, smiled softly. "It's fine Clark. I understand."

"Lex?"

"I was a teenager myself once. Actually not that long ago..." He always found that he had to remind himself of this; sometimes feeling so much older than he really was. "I used to snap and get angry at everyone around me when I was your age, so believe me Clark when I say you're far, far tamer than I ever was. I don't doubt that you getting mad at me was fates way of letting me know how it felt when I used to do it to people."

"But, still, Lex, I'm-"

"You don't have to say anymore about it. My guess would be that you were just upset with the way your study-date ended."

"Huh?"

"Clark, I know how it feels to be around someone you care about so much and feel that you can't tell them. But by keeping it inside, you're just hurting yourself."

"I, uh, know, but…"

"Lana deserves to know how you feel, Clark."

"What? Uh, Lex have you been talking to Chloe?" asked the younger man, confused.

Lex meanwhile stared back with an equally confused expression. "No, I, um, haven't."

Clark felt his cheeks heat up. "Oh, okay." What was it with today and people telling him to be honest and come clean with his feelings?

"Clark, I know it must be hard but-"

"Uh, Lex! The other day when I yelled, it… well it didn't actually have anything to do with Lana. It was…um…well…"

"Someone else?" Nervously, he nodded.

Lex's lips curved into an amused smile. "So who is the lucky girl?"

"What?" he questioned, not following.

"I'm assuming that the reason that you left Lana the other night is because you realised you have feelings for somebody else, am I right?"

What the hell? Was Lex some kind of a mind reader? First his mom, then Chloe, now Lex? If he was that readable and obvious, it truly was astonishing that no one had figured out that he had super-powers by now.

"You'd be right…"

"Clark, if you don't want to tell me who it is, you don't have to. I understand." the man encouraged. However, Clark could faintly detect the disappointment in his voice.

"No, I do! It…It's just complicated."

"Well, Clark, love is a complicated thing."

"_You're telling me._" the younger man thought inwardly.

"Rarely can we choose who we have feelings for and fall in love with."

"Yeah…"

"It wouldn't be Chloe by chance?"

"What? No it's not her... I mean I do love Chloe; she's my friend after all. I just don't feel that way about her." For some reason he felt a pang guilt tugging at his heart.

"Who is it, then?" Lex's curiosity was piped now. Whoever it was that Clark had feelings for, they must have made quite an impression for him to be this nervous about. An older woman, perhaps? He could see how that might be complicated. Especially if it turned out she was one of his teachers.

The raven haired boy began to brace himself. It was now or never. And despite hoe scared he was, he refused to choose 'never'. "It-It's you, Lex…"

Clark had never seen Lex looking quite as shocked as he did at that moment. Inevitably, the panic meter in his brain went into overdrive. "I, uh, I'm sorry. I know it must be weird, and I understand if you don't want to be friends but I can try-" Oh God, he was babbling, and when he got like this, he usually made things ten times worse. There was no way he could explain himself properly now. "Lex, I-" He stopped and stared at Lex who had his hand covering his mouth as if trying to conceal something. Shock?  
"I-"

"You really are adorable when you get all flustered and panicked, Clark."

What? Lex, he was laughing? And what? Adorable? He blushed, never thinking that he would hear those words come from Lex's mouth…

"I, uh, um-" His stammering was quickly ceased as Lex bent over and pressed his lips against his. It was a soft kiss; sweet and gentle. "You don't know how long I've been wanting to do that." spoke the older man as he slowly pulled away.

"Lex…" Clark had to resist the urge to touch his lips. For some reason he had imagined Lex's kisses to be hard and passionate, but he wasn't disappointed; not at all.

"Does this mean?" he asked, trying his hardest not to sound too hopeful.

The older man placed his hand on the boy's face, gazing intently into his eyes. "Yes, Clark. It does." he replied, tenderly stroking the boy's cheek with his thumb. "I just never imagined that you would feel the same way."

"To be honest neither did I. I mean I never thought about." He began, unable conceal the huge smile that arose on his face upon hearing Lex's answer. "That night when I was with Lana, I realised something. That all a long it wasn't Lana who I wanted to be with, but with you. Since the very first day that I met you, you've always been there for me. Starting from when you untied me from that cross in that corn field."

"Well, you've done the exact same thing for me. Whenever I'm in trouble and on the verge of death you always miraculously appear just in time and save me, I can't count how many times now. Heck, the first moment we spoke was just after you saved my life. If it wasn't for you, I would be dead right now." Lex was smiling just as much as Clark, and in all honesty it was the brightest smile he had ever seen on the man. And the fact he was the cause of it filled him with joy.

"I love you Clark, more than anyone else. When I'm with you, this world, it doesn't seem quite as nearly as bad. You breathe life into it, helping the people you do. And you breathe life into me."

"Lex…"

"To be completely honest with you, Clark, I don't know where I would be without you…" he whispered in his ear softly.

Clark felt his heart swell, and couldn't help but wrap his arms around the other man, embracing him tightly. "Thank you…"

Lex loved him. Lex needed him. It was the first time he had ever been told that he was needed; that for once he wasn't causing problems for other people; that he was making someone happy, making Lex happy.

"I'm so glad I met you." he muttered so quietly, that he was not even sure if Lex had heard him.

That fateful accident on that seemingly normal day… Who could have foretold that it would have had such a profound impact on his dull and ordinary life from discovering his own indestructibility, where he really came from to meeting that bald, charismatic billionaire who hit him with his Porsche - the same man who he held in a tight embrace at this exact moment.

Fate was often cruel, unyielding even. But for the first time in his life, Clark wasn't cursing fate as it was that very thing that had brought him and Lex together. Instead for the first time, he embraced it, and for the first time he felt truly happy.

The End

**Authors Notes:** Thank you for reading. I hope you enjoyed it. I might write a sequel at some point. Any advice on how I could improve and constructive criticism are always welcome.


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